Ben 10: Omnitrix Version 2
by Xavier-5422
Summary: Albedo made another Omnitrix, but he lost it and it fell into the hands of a 15 year old named Tony, now Tony has to figure out the Alien device before Albedo or some other evil Alien finds him. Rated T for mild language.


**New story when I have 3 to update lol**

** Set after Alien force but before Ultimate Alien**

**I do not own Ben 10, but I do own Tony.**

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**Ben 10: Omnitrix 2.0**

"Just....a little more..." Albedo mumbled as he munched on Chilli Fries, he was working on what appeared to be an Omnitrix, though it was obviously not made on Galvin Prime. Judging by the clutter around him he had been at it for a while, tools were thrown all around the room, spare parts were everywhere and even other Omnitrix-like things. "There, it's done," he said holding up the Omitrix, it looked like the reconfigured Omnitrix except that the band was bigger and it was gray and black instead of green and black. He hooked it up to some sort of machine and then proceeded to hook himself to it. "Now all that's left to do is program my DNA and set the alien list," he said to himself. As he started the programing the Omnitrix began turning red but he was interrupted by his security system.

"_Alert! Alert!"_ it said, Albedo went to another computer and switched it to CCTV, he could see Ben, Gwen, Kevin and Azmuth.

"Blast!" He yelled undocking the Omnitrix, sticking it in a tube and launching it to who knows where. He then made his way out through a side exit.

A few minutes later the trio and Azmuth entered the lab.

"Where'd he go?" Asked Ben looking around, his hand hovering over the Ultimatrix.

"I don't know but, we're on camera," Kevin said smashing one of the devices.

"We must have just missed him, the signal from his knockoff Omnitrix was here a minute ago" Gwen said looking at her Plumber's badge.

Azmuth was going around the room looking at the Omnitrix odds and ends. "This isn't good," he said from atop an Omnitrix faceplate. "He's definitely finished his Omnitrix, one that isn't linked to Ben's." He said looking at the person in question.

"Don't worry, we'll find him." Ben said. They began collecting whatever might lead them to Albedo

**One hour later...**

Albedo stood in a park, he looked at the sky which was beginning to darken. "Where is that thing, it should've been here by now." Albedo said looking all around.

**Meanwhile...**

The Omnitrix flew though the sky, it had been thrown off-course and had selected secondary landing coordinates. It began to descend and then crashed into a ditch shooting up a lot of dust and little chunks of earth.

**Enter Tony 1st POV**

I looked up and saw something streak across the sky, it seemed to land somewhere around the dried up river. I took off running toward it, as I got closer the dust got thicker, when I got to the crater I saw a tube, it was open and something was sticking out of it. I slid down the side and found a black and gray watch. _'What the heck?'_ I thought to myself, I reached out and picked it up, I turned it over examining it and tried the buttons at the sides but they didn't do anything. "Great. A fancy watch falls out of the sky and breaks." I mumbled to myself slipping it into my pocket, I could hear sirens in the distance and figured I should get away from here ASAP.

A little while later my friend Jamie came up to me on his bike. "Dude! Didn't you hear about that thing that crashed in the field?" He asked. I sighed, Jamie could get hyper over anything, I guess it wouldn't be so bad if we weren't Fifteen but we were, and it was.

"Yeah I heard, and?"

"Their saying they think it fell off the ISS!"

"I doubt it dude, the ISS is, like, solid so it couldn't have come off of it." I said slightly annoyed.

"Yeah, whatever. Anyways I'm gonna go check it out, see ya." With that he was gone, I watched him til he reached the corner and then I went home.

When I got home my mom was glued to the TV watching the news so I left her alone and went upstairs to my room. I went over to my desk and took the watch out, I turned it over and noticed the weird hourglass symbol, I tried getting it to turn on again but it still gave me nothing so I finally just put it on. At first I thought it would be too big but then it fit me like a glove, I looked at it then at my clock, it wasn't too late but I wanted to get up early so I turned in for the night.

**3rd POV**

The Omnitrix activated and turned green, _"Activating setup procedures, setting default DNA, selecting ten aliens for list 000,000,001,"_ it said. After a while of spinning and beeping it shut down, but instead of turning gray and black again it turned blue and black. _"Setup complete_, _Omnitrix is ready for use."_

**1st POV**

I rolled over and looked at my clock, it read 9:43, I yawned and rubbed the sleep from my eyes. I noticed the watch and realized it had changed color. "No, that's impossible, the dust probably just made it look gray or something." I told myself sitting up and pressing the left button, some sort of holomap appeared showing the area around my house. "Cool..." I said moving my hand through it in awe, I then pressed the right button and the holomap disappeared. "Wonder what would happen if..." I pressed both buttons at the same time and the watch face popped up displaying the shadow of... something...

The first one looked like a lizard on two legs, I twisted the watch face and the image changed to one of a huge blob with arms, legs and bumps. The third had thin arms and legs, but thick hands and feet, the forth one looked like a stretched out person with an oddly shaped head, the fifth looked like a small person with two bumps on its head. The sixth one looked like a person with moth-like wings, the seventh looked like a monkey with four arms, the eighth looked like a person with big feet, a pointed head and something floating above him. The ninth one looked like a man with pointed shoulders and a floating head, the tenth and final one looked like a person with pointed wings.

I cycled back to the third one and pushed the watch face down, now I expected the shadow to change to a picture of whatever it was and maybe show some info, instead a bright blue flash enveloped my body and I felt myself change. First my arms thinned out, then my legs then my hands and feet got huge and a helmet and skirt like thing appeared. I jumped out of bed and ran to a mirror, if I had a jaw it would've dropped. I was a _mummy_, a mummy with blue eyes and blue light coming from the spaces between my bandages which were a brownish color. "W-what?" I asked in a voice that was not my own, I noticed the hourglass symbol from the watch was on my left shoulder glowing a blue color. "What the heck is this thing?" I asked reaching for it with a bandaged hand, just then someone knocked on my door.

"Tony, we're going to the store, wanna come?" Asked my dad, I looked around frantically trying to think of something to do or say. He knocked again and I really went into a panic, then I sat on the bed and made it creak.

"Oh, you're still sleeping? Well, we'll see you later." He said, I heard him walk away. I went to the window and heard the car start, as it went away the horn honked twice. I sighed and looked at my hands again, I flexed my fingers and then relaxed which made my whole arm unravel, I shook the threads and got them back into hand form. Suddenly the hourglass symbol started flashing red and blue and made a beeping noise, another blue flash enveloped my body, and when it subsided I was back to normal.

"Oh thank god," I sighed sitting against the wall, I grabbed the watch and tried to pull it off but it wouldn't budge. "Great, now I'm stuck with a freaky watch and–" the watch started beeping and the holomap reappeared showing a red dot heading straight for my house, I looked out the window and saw something flying in my direction.

I ran outside as quick as I could, just in time for a giant pod thing to land in the middle of the street. A door opened and some armored guy came out.

"Human," he said "Hand over the Omnitrix" He pointed at my watch when he said 'Omnitrix', I looked at it and started backing up.

"Great, not only am I'm stuck with a freaky watch, I'm stuck with a freaky watch that crazy people want." I said my mind going a million miles a minute.

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**OK so we've found Benmummy, but I want to name 'em my self... but I suck at names I'm thinking Pharaoh, but if you have a better one submit it with your review and if I like it I'll use it & credit you, Thanks :)**

**R&R, 9 more Aliens to go!  
**


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